Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MCNEASE DANIEL F
   2. Issuer Name and Ticker or Trading Symbol
ROWAN COMPANIES INC [RDC] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman, President and CEO
(Last)
(First)
(Middle)
2800 POST OAK BLVD, SUITE 5450		 3. Date of Earliest Transaction (Month/Day/Year)
11/22/2004
(Street)

HOUSTON, X1 77056-6127		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/22/2004   C   81,482 A $ 6.75 90,975 (1) D  
Common Stock 11/22/2004   S   29,800 D $ 25.3917 61,175 (1) D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Debenture due 2004 (2) $ 6.75 11/22/2004   C     37,038 11/30/1997 11/30/2004 Common Stock 37,038 $ 0 44,444 D  
Debenture due 2004 (2) $ 6.75 11/22/2004   C     44,444 11/30/1998 11/30/2004 Common Stock 44,444 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MCNEASE DANIEL F
2800 POST OAK BLVD
SUITE 5450
HOUSTON, X1 77056-6127		   X     Chairman, President and CEO  

Signatures

 /s/ Daniel F. McNease   11/23/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Reflects the Reporting Person's aggregated directly-owned and indirectly-owned shares (8,488), the latter being shares in the Rowan Common Stock Fund under the Company's 401(k) plan (a unitized plan) at October 31, 2004, such number of shares, which fluctuates, being calculated as equivalent values based upon the value of the total units divided by the corresponding closing price of the underlying Rowan Common Stock on that date.
(2) On November 22, 2004, the Reporting person converted $550,000 principal amount of Series III floating Rate Convertible Subordinated Debenture due 2004 (the "Debenture") into 550 shares of Series III Preferred Stock (the "Preferred Stock") at a conversion price of $1,000 per share of Preferred Stock, which Preferred Stock was then converted into 81,482 shares of Common Stock at a conversion ratio equal to the $550,000 principal amount of Debenture divided by the per share conversion price shown in column 2, or $6.75. Column 9 reflects that this debenture has been fully converted.

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